The Vermont Statutes Online
Uniform Commercial Code
2-209. Modification, rescission and waiver
(1) An agreement
modifying a contract within this article needs no consideration to be binding.
(2) A signed
agreement which excludes modification or rescission except by a signed writing
cannot be otherwise modified or rescinded, but except as between merchants such
a requirement on a form supplied by the merchant must be separately signed by
the other party.
requirements of the statute of frauds section of this article (§ 2-201) must be
satisfied if the contract as modified is within its provisions.
(4) Although an
attempt at modification or rescission does not satisfy the requirements of
subsection (2) or (3) of this section it can operate as a waiver.
(5) A party who
has made a waiver affecting an executory portion of the contract may retract
the waiver by reasonable notification received by the other party that strict
performance will be required of any term waived, unless the retraction would be
unjust in view of a material change of position in reliance on the waiver.